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She was the second of five ships of the Leander-class light cruisers, designed as effective follow-ons to the York class. Upgraded to Improved Leander-class, she could carry an aircraft and was the first ship to carry a Supermarine Walrus, although both Walruses were lost before the Second World War began. At one time she carried the unusual DH.82 Queen Bee which was a radio-controlled unmanned aircraft, normally used as a drone.

Achilles was originally built for the Royal Navy, and was commissioned as HMS Achilles on 10 October 1933. She would serve with the Royal Navy's New Zealand Division from 31 March 1937 up to the creation of the Royal New Zealand Navy, into which she was transferred in September 1941 and recommissioned HMNZS Achilles. Her crew was approximately 60 per cent from New Zealand.

At the outbreak of the Second World War, Achilles began patrolling the west coast of South America looking for German merchant ships, but by 22 October 1939 she had arrived at the Falkland Islands, where she was assigned to the South American Division under Commodore Henry Harwood and allocated to Force G (with Exeter and Cumberland).

In the early morning of 13 December 1939, a force consisting of Achilles, Ajax and Exeter detected smoke on the horizon, which was confirmed at 06:16 to be a pocket battleship, thought to be the German battleship Admiral Scheer but which turned out to be Admiral Graf Spee. A fierce battle ensued, at a range of approximately 20 kilometres (11 nmi). Achilles suffered some damage. In the exchange of fire, four crew were killed, her captain, W. E. Parry, was wounded; 36 of Graf Spee’s crew were killed.

The range reduced to about 4 nautical miles (7.4 km) at around 07:15 and Graf Spee broke off the engagement around 07:45 to head for the neutral harbour of Montevideo which she entered at 22:00 that night, having been pursued by Achilles and Ajax all day. Graf Spee was forced by international law to leave within 72 hours. Faced with what he believed to be overwhelming odds, the captain of Graf Spee, Hans Langsdorff, scuttled his ship rather than risk the lives of his crew.

While operating off New Georgia Island with US Navy forces, a bomb damaged her X turret on 5 January 1943. Between April 1943 and May 1944 Achilles was docked in Portsmouth, England for repairs. Her damaged X turret was replaced by four QF 2 pom poms in a quadruple-mount. Sent back to the New Zealand Fleet, Achilles next joined the British Pacific Fleet in May 1945 for final operations in the Pacific War.

After the war, Achilles was returned to the Royal Navy at Sheerness in Kent, England on 17 September 1946. She was then sold to the Indian Navy and recommissioned on 5 July 1948 as INS Delhi. She remained in service until decommissioned for scrap in Bombay on 30 June 1978. In 1968 she was present at the granting of independence to Mauritius representing the Indian Government together with the Royal Navy frigate Tartar under Captain Cameron Rusby.[7] As part of the scrapping her Y turret was removed and presented as a gift to the New Zealand government. It is now on display at the entrance of Devonport Naval Base in Auckland.